Steel Doors
by thebaddestwolf
Summary: After the emotional events during The Impossible Planet and The Satan Pit, the Doctor realizes there is something he has to make up to Rose. He brings her back to one of the first places they ever visited together and they both come to terms with their feelings for one another. Please note the rating change!
1. Chapter 1

***Author's Note: I got the idea for this fic from a line I included in ****_Tooth & Claw: The In-Between Bits_**** and had to get started on it immediately. It takes place right after The Satan Pit, which is such a pivotal episode for Ten and Rose in real cannon and in my headcannon. I'm not sure how many chapters this will be, so please leave your thoughts and suggestions in the reviews!***

Aside from the darkness in his eyes, the Doctor's face was inscrutable as he stood at the TARDIS console. He went about his usual routine, punching buttons and pulling levers, but Rose noticed a tension in his movements. She had a feeling she knew why.

They had just said goodbye to what was left of the crew representing the Torchwood Archive, having barely escaped from Krop Tor before it was sucked into a black hole. Rose had never been so happy to be reunited with her Doctor, as she thought she'd lost him to the beast in the pit. She hoped he'd felt the same way when he lifted her off the ground, swinging her slightly back and forth, crushing her to him in a powerful embrace.

He'd told her the beast was wrong, that she wouldn't die in battle. Rose cringed inwardly at the memory of those words. _The lost girl, so far from home. The valiant child._

But now, just moments after comforting her, he had shut off. Rose could practically see the steel doors of his emotions inching downward, until they closed and locked with a clank. She wanted so badly to hug him again, to feel that he was really there, truly alright, but the thought of him not reciprocating the hug discouraged her. After all she'd been through over the past few days, that was truly something she wouldn't be able to take.

So she sat primly on the captain's chair, waiting for his steel doors to retract. After several minutes, which seemed like hours, she couldn't take the silence anymore.

"I didn't want to leave you!" she blurted, voice cracking a little toward the end.

The Doctor looked up, startled, dark eyes piercing hers, expression unchanged. "What?"

"When you were in the pit, they thought you were dead, but I knew you weren't," she fumbled on, grasping at all of the thoughts, the memories, flooding her mind. _And even if he was, how could I leave him... all on his own, all the way down there?_ "But they over powered me, they sedated me, forced me onto the spaceship." She was softly crying now, the guilt that she had abandoned him overpowering.

His eyes softened as she let out a small sob and he crossed the room to stand in front of her. He cupped her face in his hands, thumbs brushing away her tears. She ventured a glance at him and was surprised to find no hint of betrayal in his eyes, but rather a soft sadness.

"I know," he said quietly. He pulled her into an embrace, holding her head to his chest, and Rose let out a sigh of relief at the contact, at his emotional doors pulling up. "I should never have left you up there, alone," he continued, voice thickening. "It was like the beast was beckoning me, pulling me down to him. But once we were down there, once we knew we were trapped... Before I descended all the way into the pit, I told Ida, if she made contact with the crew again, I told her to tell you," he pulled the reins on his fumbling words as this last bit came out. He remembered he hadn't told Ida to tell Rose anything. _Oh, she knows._

"Tell me what?" Rose asked, lifting her head from his chest to look at him, arms still clutching his back, not ready to let go.

"It doesn't matter now," he said, steel doors clamping down again. He gently disentangled himself from her arms and stepped away, Rose feeling the loss of his body instantly. She never felt quite so at peace when his arms weren't around her. "Listen, Rose, there's somewhere I need to take you," he continued. "The TARDIS will take some time to recover after everything she's just been through, so I've put her into orbit around a nearby sun. We should be able to reach our destination in about 15 hours."

Rose's brain scrutinized his phrasing, that he _needed_ to take her somewhere. She worried that he had felt betrayed after all, that his hug was merely a goodbye, and he was planning to take her back to Earth. "Won't you tell me where we're going," she asked.

"Oh, you'll know it when you see it," he said, expression blank once more. "You've had a long day, Rose. Why don't you go get some rest while I finish with the recalibrations."

"You sure you don't want some company?" She didn't want to leave him alone after the events that had transpired. She especially didn't want to leave him if this was their last few hours together.

"I'll be alright. Just need to run some final checks to make sure nothing was seriously damaged when the ship fell into the pit. Then I'll be getting some rest myself."

Rose forced a smile and folded her arms over her chest, still feeling his absence there, and turned to walk down the hallway to her bedroom.

* * *

Rose fought back tears as she brushed her hair, wishing the Doctor would be more open with her. Every time she thought they were making progress, he would shut her out again. Finishing with her hair, she walked to the bathroom to wash her face and decided that if he did bring her home tomorrow, she would simply refuse. She would make him talk to her, make him understand what she felt for him, that she wouldn't leave him, not ever.

After washing her face and brushing her teeth, Rose changed into a white t-shirt and pink cotton shorts, and climbed under the duvet. This room in the TARDIS now felt more hers than the bedroom in her mom's flat on the estate. Rose curled up in her large bed, facing the wall, steeling her resolve for what might come tomorrow, and drifted off into a light sleep.

She awoke not long after at the feeling of the mattress shifting behind her. Keeping her eyes closed, feigning sleep, she knew it was him. She could smell him, that musky scent of space and time and autumn leaves. It always reminded her of the scent wafting off someone who had just come inside the warm flat from the freezing cold - the weather was left on the other side of the door, but a part of it lingered on the person, not ready to let go yet.

Continuing to take deep breaths, like those of a person deep in sleep, she breathed him in, savoring him. She didn't want him to know she was awake, in case it would drive him away. Her mind floated back to a few mornings when she thought she could faintly smell him here, and wondered if this was not the first time he'd crawled into her bed. She hoped it wasn't.

Propped on his elbow, the Doctor regarded his sleeping girl. She always looked so peaceful like this, her hair brushed back from her face, arms clutched to her chest, as if cuddling an imaginary teddy bear. He deduced that she must have had one as a child and while her conscious self may have grown out of stuffed animals, her unconscious never did. His heart swelled at the thought, that despite Rose's courage and strength and fight, there was still such an innocence about her. _The valiant child_.

Something had changed for the Doctor when he was in the pit with the beast, when it tried to make him choose between killing it and saving Rose. He cursed himself for being so blind that an evil creature had recognized his feelings before he did. Fortunately, the beast had presumed his feelings were a weakness, not a strength. _If I believe in one thing... just one thing... I believe in her._

Rose made a soft noise in her sleep, pulling the Doctor's thoughts back to the innocence of the girl below him, fortifying his decision in their next destination. At the start, countless adventures ago, he had taken her somewhere as a test and, in doing so, stripped some of that innocence away. He couldn't take it back, but he had to do it over, do it right. Everything that happened on the impossible planet told him it was what he must do.

Wrapping the duvet around him, the Doctor laid down on his side facing Rose, nose inches from the back of her head. A few other nights, usually after an adventure had resulted in great loss, the Doctor would sneak into her bed and lay like this for a couple hours, just needing to be close to someone, close to her. Tonight her nearness overwhelmed him and he broke his own rule, reaching an arm around her, cradling her to his chest.

Rose's breath hitched at the feeling, thoughts overwhelmed by the intimacy of it. A pain began burning in her chest as she realized he was saying goodbye to her. Well, she knew she wasn't going to let that happen. Her arm slid down over his before she realized she was doing it and she let out a shaky breath, having been holding it since the moment he touched her.

"Rose?" he whispered.

She slowly turned to him in response, feeling smooth silk covering his legs as she did so. As his chest came into view she saw a dark blue shirt of the same fabric and smiled - he was in his jimjams. She looked up into his face and stilled at the emotions emanating from his gaze. The warmth was back in his eyes.

"I'm _not_ leavin' you," she breathed.

"I know," he said, echoing his words from earlier. He wrapped his arms around her back and she nuzzled her head under his chin. That was a good enough answer for now, and Rose wasn't going to say or do anything to disrupt this closeness between them, whatever the reason for it may be.

Curling her arms around his waist and lacing one of her legs through his, Rose fought to stay awake. What's the point in sleeping when your dreams are happening while you wake? But ultimately her exhaustion and the Doctor's hands rubbing soothing patters on her back overwhelmed her, and she fell into a deep, dreamless sleep.

* * *

The next morning Rose awoke alone, but the Time Lord's scent was still there. She allowed herself a few moments to remember last night, to ensure that it was real, to fortify the memory just in case it was the last time she'd ever touch him like that.

She stretched languorously and got out of bed, feeling so rested that she must have slept for hours and hours. _Good, I'll need all the strength I can get for the day ahead,_ she thought, turning on the shower. Rose quickly washed and dressed before seeking out the Doctor, who was again in the console room.

"Ah, brilliant, you're up!" he said, familiar beaming smile back on his face, as if the satan pit - or last night - had never happened.

Rose's heart sank, but she decided it was best to play along. "So, you gonna tell me where we're off to then? I can't take the suspense."

"Well, you need wait no longer, because we're here!" he grinned, grabbing Rose's hand and leading her down the ramp to the TARDIS door. She readied herself for the flood of familiar sunlight from her home planet.

The room they stepped into, however, was in total darkness. Rose clutched the Doctor's hand as he lead her onward, apparently having no trouble seeing despite the lack of light. Slowly, her eyes adjusted, and Rose could make out a long metal hallway.

"Is- is this a space station," she asked, unable to hide her confusion.

"Yep!" he said, popping the P. "It was abandoned a few hundred years back, actually, but I had a look around while you were sleeping. Turned the oxygen tanks back on - they should work for a few days at least, not that we'll be that long - and the deflector shields are still operational. You humans build things to last!"

"Humans... humans build this?"

"They did indeed, or a version of them, you know," he replied. She did not know, but continued to walk beside him mutely, her brain still trying to wrap itself around this unexpected scenario.

"Ah-ha," he said finally, leading them through a door into a large room. In the darkness, Rose could make out several faded armchairs and sofas, a wood dining table with eight chairs, plates, glasses, and silverware all in the right spots, and a plush mattress against the back wall, sheets still folded tight around it. Rose thought it strange that the couches and armchairs were all facing the blank wall opposite the bed.

"Looks like they left in a hurry, right before dinner or somethin'" Rose mused, still unable to form an intelligent thought about where they were or why they were there.

When the Doctor didn't reply Rose's eyes sought him, and found his hands searching for something on the wall in the corner. Apparently having found it, he made a grunt of satisfaction, and stepped back. The sound of metal clanking suddenly filled the room and Rose noticed the blank wall in front of her had begun to retract into the ceiling.

The Doctor walked over to join Rose and took her hand, looking out at the view that was now revealed to them.

Rose gasped loudly when she finally realized exactly where they were. The Doctor had taken her back to Earth. Five billion years in the future.


	2. Chapter 2

***Author's Note: The Doctor explains to Rose why he brought her back to the end of the Earth. Things heat up, literally and figuratively. Hope you like this next bit!***

Rose stood in stunned silence for a few moments, staring out at the planet looming before her. It was both familiar and strange at the same time, its colors muted, continents distorted. After all, it was dying.

The Doctor still held her hand, thumb tracing orbits on the inside of her wrist, not doing much to help her thought process. While her eyes studied the doomed planet his studied her, waiting for her to speak.

"This is Earth," she said, finally, slowly shaking her head. "At the end."

"Yes," he replied, watching her expression closely.

"I don't understand," she continued, brow furrowed. "We've been here before. Aren't we crossing timelines or somethin'?"

Rather than speak his response, he lead her by the hand to the right corner of the viewing window. Hand at the small of her back, he gently guided her closer to the glass, gesturing that she should turn her head to the left. "See that gray oval in the distance, there?" he pointed to a spot just within their line of vision. "That's Platform One. We're there right now, you and me. Well, the old me. So unless you've got a spaceship up your sleeve and plan on flying it over there bent on disrupting space and time, we're safe. The timelines won't touch."

Rose smiled, remembering their first adventure together. "I'm probably talking to a twig right about now."

"You're what?" he asked, arching an eyebrow.

"S'nothing," she smirked. "So we were on that space station two years ago... and we're on it right now?"

"Yep," he said, leading her by the hand again toward one of the couches.

"And the whole time we were there fighting with Cassandra, you flirting with tree creatures, the two of us were over here, in this abandoned space station?"

"Yes," he said brightly, plopping down on the faded couch and pulling her down with him, thighs bumping.

"I'll never get used to that," she laughed, turning to face him, propping one knee on the couch for leverage. He mirrored her movements, knee touching hers, arm resting easily over the back of the couch. "So, Doctor, why are we here? Again?"

He looked into her eyes, face as unreadable as ever. He held her gaze for so long that Rose grew uncomfortable and looked down, pretending to focus on her hands fidgeting in her lap. His large hand came into view and took one of hers, balancing them both on the top of his knee. His voice was low when he finally spoke.

"I was an angrier man, before. When we met," he began with effort, staring at their joined hands. "You were so full of life while I was depleted, despondent. I wanted to test you, to see how you'd react after witnessing a loss just an inch, a millimeter, an atom as large as the pain I felt when I..."

He stopped, hating himself more with each word that passed his lips. He glanced at Rose and saw hurt, pity, and a hint of something indiscernible in her eye. Looking down again, he forced himself to continue. He owed that much to her. "I wanted you to watch your planet die," he practically whispered, marveling at how it sounded like more of an apology than a statement.

"So what, you've brought me back to witness it a second time?" She sounded hurt and confused, but less angry than he anticipated, boosting his spirits slightly.

"Well that's just it," he said, clutching her hand tighter, forcing his eyes to stay on hers. "You didn't get to see it. We were so distracted, fighting to save ourselves, that we missed it. The look on your face, when you realized..." He reached out with his free hand, brushing the backs of his fingers along her cheek, reveling the feel of her leaning into his touch. "I kept remembering that look, the whole time we were on Krop Tor. Hundreds of planets being pulled into the black hole, obliterated, crushed into miniscule grains of mass, and all I could think of was the look on your face, billions of years away, when you realized the Earth was already gone."

His hand dropped from her face and came to rest on her neck, thumb stroking her jaw. Rose felt the familiar sting behind her eyes, and marveled the range of emotions this man could elicit from her in the space of five sentences. She had more than forgiven him for bringing her there that first time, for glibly brushing off her thoughts as her mind grappled with existing in a time where everyone she had ever known had long since turned to dust. It was so obvious that he had been hurting, having suffered such loss. How could she fault him for trying to help her relate?

She inched closer to him, knee coming to rest on his thigh, pushing aside thoughts of the heat that started there and traveled elsewhere. "Doctor, I never blamed you for that. I was just so happy to be with you, traveling among the stars." She squeezed his hand and smiled, hoping to lighten the mood. The look on his face told her he had more yet to say.

"But Rose, when I saw that look on your face, I knew I-" he faltered, running a hand through his hair. "I promised myself I would never let you down like that again, never be the cause of your disappointment. But when I was in the pit looking for the beast, when we realized we couldn't get back up, that I couldn't get back to you... That's when I knew, that I've been so blind all this time. Since that day, when we were here."

The gentle stinging behind her eyes intensified and the tears began to build, cresting over her lashes at the thought of him worrying not about his own fate, but getting back to her. He brought both hands to her cheeks, brushing the tears away, like he had done just yesterday in the console room. She now realized that while she was burdened with the feeling of having abandoned him, he was experiencing an identical guilt about doing the same to her.

Rose raised herself to her knees, kneeling before him on the couch. She rested one hand on his shoulder and the other gently cupped his cheek, thumb bristling his slight stubble. Aside from the yet-to-be-acknowledged last night they had never crossed the threshold from friendly touching, but Rose could think of no other way to console his guilt at a time when words wouldn't do. His hands fell tentatively to her waist, seemingly also confused at the blurred lines. His eyes searched hers hopefully.

"You could _never_ disappoint me," she said, bending down to kiss his cheekbone. He sighed at the contact, practically feeling the guilt he'd been carrying wash off of him. His grip on her waist tightened, another feeling rising to the top of his consciousness. He pulled her hips toward him, needing more contact, bringing her collar bone level with his lips. Rose closed her eyes and for a moment her world nothing but his breath on her skin.

When he didn't move she sat down on her heels, bringing her face down to his. She held his dark gaze for as long as she could before her eyes drifted lower to his soft lips. She began to move closer, boundaries be damned, needing his lips on hers.

"Rose," he murmured, fingers caressing her sides.

"Yeah?" she breathed, continuing her path for his mouth.

"It's starting."

She stilled, confused by his meaning, until she remembered where they were and why he brought her here. In that moment all she wanted to feel was his lips on hers and his strong arms around her, to bring her back to the safety she had felt last night. But she knew it was important to him that she experienced this, that she watch the Earth come apart before them.

Breath still shallow, she swung her legs out from under her and sat properly on the couch. To her relief he brought an arm around her shoulders, pulling her into him. Rotating she shifted to her side, wrapping an arm across his chest, feeling as natural as if they did this every day. They sat in contented silence as the world began to end.

After a few moments, the Doctor spoke. "No one has lived here for thousands of years," he said quietly. "It's been uninhabitable for even longer. You humans are resourceful, though - populating other planets, mixing and mingling with other species, spreading out into the universe. Your sun should have expanded ages ago, but a coalition has been putting it off using gravity satellites. But the money for that project ran out, as it always does eventually, and so the power of the dying sun is set free."

He ran a hand up and down her spine while he spoke, his words flowing over them, healing them both. Rose wanted to close her eyes again, so she could better focus on his voice and his touch, but she kept her gaze on the brightening sky, needing to see this for him.

"The sun has likely already overtaken Mercury and Venus," he continued. "You can't feel it, but the Earth - and us - are moving away from the sun. Stellar winds and all that."

Rose smiled as he talked, marveling at both the breadth of his knowledge and the nonchalance with which he presented it. She subconsciously moved her hand to the center of his chest and splayed her fingers, one heart beating under her pinky, the other under her thumb.

"All the planets in the solar system are running from the sun, but for the innermost planets it won't help. Funny that," he mused to himself.

"What?" Rose asked, loving when he went on like this, that he still found wonder in the universe after all this time.

"Well, that the very reason the Earth could sustain life - its proximity to the sun - is ultimately its undoing. I think your Earth philosophers had a name for that."

The horizon began to glow a familiar orange and Rose wondered what the two of them were up to at the space station across the sky. If they had found their way back to each other yet.

The planet below suddenly seemed ablaze and the Doctor continued, quieter still.

"The Earth is within the sun's atmosphere now. That fiery effect is actually billions of particles of gas colliding."

Rose was no longer watching her home planet burn. Her eyes where on him, the pain that was in his voice and written across his face unrelated to the scene in front of them.  
_  
You think it'll last forever, the people and cars and concrete. But it won't. One day it's all gone, even the sky._

"Soon, the Earth will be within the sun's orbit entirely. And then, well..."  
_  
My planet's gone. It's dead. It burned like the Earth. It's rocks and dust before its time. _

He started to trail off, but it didn't matter, because her lips were on his, stopping any future speech that would have spilled from them. She leaned into him, just a soft touch of skin on skin before she pulled back slightly, feeling for a signal from him telling her to stop or carry on. He was unmoving and she began to back away when his hand came around his neck, bringing her lips back to his.  
_  
What happened? There was a war and we lost._

He drank her in, his lips moving slowly and deliberately against hers, like he'd thought about this a million times and knew exactly what he wanted to do. His hand behind her neck gently tilted her head back, better positioning her while he continued to lavish her mouth with slow kisses.  
_  
I'm left traveling on my own because there's no-one else. _

It was Rose who needed faster, needed more - trying to outrun the sun. She ran her tongue along his swelling bottom lip and he opened his mouth, Rose gasping into it before venturing forward. Her tongue sought his immediately, planning to map the rest of his mouth later, but first needing to feel more of him against her, if only this much.

_There's me._

Growling at the contact, he pushed her down onto her back, panting while hovering over her on the couch. He seemed to be wrestling with something in his mind and Rose bit her lip, afraid that he would mentally retract into himself, that this was too much too soon. She gently pulled at his hips to bring him closer. His eyes were hungry when they met hers again and he started to move his mouth back toward hers when an orange flash erupted in the sky outside.

They both whipped their heads toward the observation window and watched as the fire's luminosity flared and then began to fade.

They had missed the end of the world. Again.


	3. Chapter 3

"I- I can't believe it!" the Doctor said, incredulously, continuing to gape at the sky. Rose unsuccessfully attempted to suppress a giggle from underneath him. He turned his bewildered expression on her. "Rose... are you laughing?"

"Sorry, it's just..." she started, before breaking down into hysterics again. "It's just that you've _literally_ gone to the end of the earth to impress a girl - _twice_ - and now you've missed it for the second time!" She leaned her head back and closed her eyes, fully giving in to the laughter.

"Rose Tyler, how dare you!" He was still hovering over her on the couch, but he gently lowered his body onto hers to free his arms for some much-deserved tickling. Rose shrieked and squirmed as well as she could under his weight, loving the feel of him on her, anchoring her. His long fingers inched up inside of her t-shirt to poke at her ribcage, which he knew was her most ticklish spot, and she wriggled her hips under him in retaliation.

When his hands stilled and she heard his breath hitch in his throat Rose knew her plan had worked. She began to bring her hands down to his sides to torture him with the same treatment, but he caught her wrists and pinned them to the couch on either side of her head. There was no laughter in his eyes now when she looked at him, face inches from hers. Part of him seemed distant, like he was still mulling something over in his mind. To aid in his decision making, Rose rolled her hips in a circular motion, as much as she was able to underneath him, anyway.

Hands tightening around her wrists, he shifted and she could feel him hard against her hip. Rose couldn't help but gasp at the feel of him there, the evidence of his need for her. She moved her hips again and he lowered his head to her neck, breath labored. "Rose," he whispered into her skin, the sound of his word reverberating throughout her whole body.

He didn't move for a moment and Rose grew frustrated that he was still holding back, despite her having initiated the kissing in the first place. She obviously wanted this, and she knew that he did too. Hadn't he just said he had feelings for her since their first trip together? Hadn't he sneaked into her bed last night, cuddling her to him for hours? Rose shook her head, realizing she didn't need to think that hard to know that he wanted more - his cock was hard against her, for crying out loud!

Rose suppressed the urge to shout all of these thoughts at him, stream of consciousness. She decided to go for a more subtle approach.

"Doctor, look at me," she said gently. He slowly brought his head up to meet her eyes, hands still gripping her wrists. "You know how you told me that on Platform One, you knew..." she trailed off, like he had, and he nodded in understanding. "Well, I knew then too. I knew before then."

She leaned her head up and began to kiss a line along his jaw, continuing to speak, voice husky. "And ever since then I've thought about this. Alone in my bedroom. What it would be like when you pressed your lips against mine, the weight of you on me..." She leaned her head back on the couch, wanting to see his eyes react to what she would say next. "The feeling of your cock hard against me."

As if on command he leaned into her, hips thrusting, searching for friction. Rose smiled, having finally elicited a reaction from the stoic Time Lord. She strained her arms, trying to pull her wrists free, needing to touch more of him, but he wouldn't let her go. She arched her back, the next best option, pushing her breasts against him, wondering if he could feel how hard her nipples were through the layers of fabric.

Rose could practically see the last thread of his will power snap in that moment and his mouth finally descended on hers once more. But this time, his kisses weren't slow and savoring, but rushed and desperate and needy. He plunged his tongue into her mouth, teeth scraping her bottom lip as he growled into her. Rose reciprocated in kind, making soft noises at the back of her throat, moving whatever body parts she had free against him.

She parted her legs as much as she could on the restrictive couch and he was able to fit his hips snugly between them. Once in place he rocked into her, despite the layers of trousers and underwear, reminding her of the boys in sixth form. But he was no boy and this space station was certainly no place of learning, at least of the academic variety. As if reading her thoughts and needing to prove his expertise, the Doctor finally released Rose's wrists and wrapped his arms around her shoulders, pulling the two of them up into kneeling positions.

Seizing the opportunity to gain the upper hand - and body - Rose continued his motion, pushing him onto his back and slowly crawling her way up his body. He watched her, that bewildered look back on his face, panting heavily. "Rose, I-" he began, voice halting when she lowered her mouth to his neck.

"Yeah?" she asked between wet kisses. "Tell me."

"I've wanted this for so long..." he broke off again as she sucked on his neck and lightly pulled his skin between her teeth, seeking to leave a reminder for the next day. "I just didn't realize...Rose," he said, pulling her head up so he could look her in the eye. He had never seen her look so gorgeous; hair tousled, eyes glossy, lips swollen from kisses. "Rose, I just didn't realize how much I _needed_ this. Needed _you_."

"I need you too," she said earnestly, holding his eye contact and bringing her hips down to his, rolling them in the way she wished she had been able to before. Throwing his head back at the sensation, eyes squeezed shut, he blindly ran his hands up under Rose's shirt, skirting the lace of her bra. She gasped, leaning into his touch, and he brought his hands up, brushing over the cups of her bra before caressing the exposed tops of her breasts. His index finger darted between fabric and skin and Rose moaned as it ran around and then over her hard nipple.

The Doctor withdrew his hands, ignoring Rose's sounds of complaint, and pulled her down to him, devouring her lips as his hands went to work at the fly of her jeans. She kicked off her trainers and put her hands on his shoulders as he helped push her jeans off, silently cursing herself for wearing the tightest pair she had in her wardrobe today of all days. Finally the jeans came free, the Doctor chucking them to the floor, before abruptly grabbing Rose behind the thighs and pulling her forward, so he knees were straddling his chest. He made a contented noise as his improved vantage point and slowly - achingly slowly - began to run his fingers from the inside of her knees upwards. Swallowing large gulps of air, Rose leaned her arms against the back of the couch for support, her legs shaking slightly.

The Doctor brought his fingers up to the apex of her thighs and danced along the line of her knickers before dragging his fingers back down to her knees. Whimpering, Rose made a mental note to get him back for teasing her knowing how turned on she was; she was certain he could feel the tremble in her legs, see the pooling dark spot on her pants. He brought his lips to the inside of her thigh, about halfway up, and Rose took in a sharp breath of air at the feel of his lips and tongue on her there, imagining where they might soon be.

Suddenly, the space station lurched violently, a deafening sound echoing throughout the metal hold. Rose would have been knocked off the couch if the Doctor hadn't swiftly grabbed her hips, keeping her upright.

"What was that!" Rose yelled, jolted back to the present.

"Must be an asteroid or a piece of the earth's crust," the Doctor replied, uncertain, equally discombobulated.

"I thought you said the deflector shields were still operational," Rose whined, frustration at the situation ringing in her voice.

"They were!" he shot back, as another impact rocked the space station. "Come on, we better get out of here."

The Doctor quickly lifted Rose off of him, collected her jeans and trainers from the floor, and grabbed her hand. "Run!" he said, cocking an eyebrow at her. She couldn't help but roll her eyes at his back as she followed, always so glib even in the face of danger - and worse - the face of a sexually frustrated Rose Tyler.

The rate of impacts increased on their sprint back to the TARDIS. Finally inside the ship, Rose closed the door behind them as the Doctor ran to the console, furiously working the controls. Rose was still panting against the closed door when the ship finally took off. As it left, she thought she could just make out the far away sounds of an explosion.


	4. Chapter 4

***Author's Note: This chapter is dedicated to everyone who yelled at me across various media about how the last part ended. :) Will probably do a little epilogue after this to wrap things up.***

Convinced they were out of danger, the Doctor looked up from the console controls to see a half-naked Rose Tyler breathing hard with her back against the door. He smiled, knowing it was more than their sprint to the TARDIS that was causing her chest to heave, her face to flush. Then he paused, finally rerouting enough oxygen to his brain to remember all the reasons why they shouldn't do this.

Rose saw his expression change, could practically see the steel doors of his emotions lowering again, inch by inch by inch. She started up the ramp at him, holding up a hand as if to stop their descent.

"Rose," he said, apologetically.

"Oh, no you don't." She rounded the console to stand in front of him. "I'm standing here in my knickers, for god's sake! And why am I in my knickers? Oh, I don't know, because you took my jeans off!"

Rose steadied herself against the railing and tried to reign in her frustration. He didn't deserve that - well, not completely - and the state of her undress was besides the point. She thought about his lips on her thigh, strong hands gripping the backs of her legs, and took a shaky breath.

"Look Doctor," she started again, softer. "I'm not gonna force you. But we're not doing anything wrong. I want this for us. I want you." She suddenly felt shy after that admission, put forth so honestly, and bit her lip looking up at him tentatively.  
The Doctor had to silently count to 500 in the span of a few seconds to stop himself from pushing her against the console and kissing her hard. He had to think big picture.

"Rose," he tried again, swallowing thickly. "Before when I said I don't want to let you down, disappoint you, it's just..." He ran a hand through his hair, trying to find the words, trying to ignore delicious-looking pout growing on her face. "I can see all the ways that this might end for us. Tens of possibilities flashing in my mind and all leading to the same point. There's only pain."

"Oh," Rose whispered, contemplating his words. She knew she should feel downtrodden at this revelation, that he had an inkling of what was in store for them and it wasn't good, but she couldn't help breathe a soft sigh of relief. He was trying to emprotect/em her. It wasn't that he didn't want this with her. The only problem was he was trying to protect her from himself.

"Doctor, it's going to end in pain either way," she said, resigned, holding her hands out helplessly in front of her. "If we don't move forward from here, that will hurt to. I'd rather take my chances, enjoy whatever little happiness we can have while it lasts..."

She turned from him, not wanting him to see the tears brimming in her eyes. She felt lightheaded, disconnected from her body, still jarring at having gone from his head between her thighs to near tears in the span of five minutes.

He came up behind her, wrapping one arm across her stomach and the other across her chest, holding her tightly to him. He leaned his head against hers and she could feel his breath on her left earlobe. Even after everything that happened on the space station this made her shiver; a simple hug from behind, his breath on her skin. Her heart sank as time passed and his touch didn't falter, hands unmoving. She gently disentangled herself from his arms, picked up her jeans and trainers from where he had dropped them, and slowly walked out of the console room.

* * *

The Doctor didn't want to admit to himself how much it stung when Rose walked away from him without so much as a glance his way. All this talk of not hurting her and that's exactly what he'd gone and done.

He paced the width of the console room running different scenarios through his mind, trying to find the one that would lead them to happiness. He swore under his breath, realizing what she said was true. For them, pain was looming, a thundercloud on the horizon. He could feel it, always could. The only choice lay in what they would do in the mean time.

He found her in her bedroom, the first place he looked. She was curled up on her bed on top of the duvet, facing the wall, still only wearing a shirt and knickers. The lights were off and she didn't turn when he opened the door, but he could tell by her soft breathing that she was awake. "Rose," he said quietly.

When she didn't respond he walked over and sat on the edge of her bed, resting a hand on her waist. "Rose."

Still nothing. He sat there dumbly for a moment and ultimately decided that if Rose Tyler wanted him to leave the room, there would be no mistaking her intentions. So he slipped off his trainers and laid down on the bed behind her, slowly fitting his legs behind hers, running his hand up her arms, which she clutched tightly to her chest.

"Do you remember last night, Rose?"

This question apparently piqued her interest and she rotated in his arms until she was facing him, keeping a few inches between them. He was relieved to see her cheeks were dry, but that sad look was still in her eyes. She nodded. He seemed to be struggling with what he was going to say next. Having a feeling it was another apology, Rose cut him off at the pass. She'd heard enough sorrys to last a lifetime.

"You've slept in here before, haven't you?"

"Yes." He held her gaze, seemingly not planning on elaborating.

"Why?" She felt the frustration simmering inside of her again. If this was his idea of patching things up, he would need to do better, fast.

He tugged on his ear, bitterly noting how typical it was for his loquacious gob to fail him only when talking over important matters with his most important person.

"Sometimes I just... need to be with you," he said, stitching the words together as best he could. "If we've had a bad day, if not everyone lives, it helps to be close to you." He didn't look at her as he spoke; eyes focusing on his hand that was tracing her fingers, which were splayed against the pillow.

"But don't you think I feel the same way? Did it ever occur to you that maybe I would take comfort in being near you on nights like those?" Her words weren't accusatory, but laced with sad regret. "I wish you would have let me known you were there."

She brought her other hand to his face, cradling his strong jaw, so that he would look at her. She could see that look in his eyes again, like he was torn between advancing and retreating. Steel doors open or steel doors closed.

He was relieved that she was touching him again, reiterating her feelings for him. It seemed no matter how many times she told him she cared about him it made his hearts beat a little faster. He brushed her hair out of her face, leaving his hand tangled in her locks, thumb stroking her cheek. It was then he realized he had fallen off the ledge long ago, that there was no decision to be made - he was already hurtling toward the abyss. The Doctor felt a rush similar to the one he experienced in the pit on Krop Tor after releasing his harness from the rope.

"Do you know what I wanted to do last night?" _Oh, she knows._

"Show me."

Tilting her head with his hand, he brought his mouth down to hers, pulling her into a long, deep kiss. Rose gasped, in both pleasure and surprise, not realizing he would obey her command, that he had changed his mind after all. His tongue explored every inch of her mouth, experimenting with the reactions he could elicit from her; a gasp when he ran it along her roof, a squeeze when he tasted her fillings, a whine when he ran it along her plush bottom lip.

That lip, which he had lusted over since the day they met, and her soft noise resulted in his undoing. He growled hungrily, taking her lip between his teeth, releasing her head to pull her knee over his hip, closing the gap between them.

Rose moaned at the sensation of him sucking on her lower lip combined with the feeling of his cock hard against her stomach. She was reminded that she was still in her knickers, which were probably soaked through by now, leaving wet spots on the crotch of his trousers. Incapable of caring about that now, she wrapped her leg around him pulling him closer, searching for any kind of friction that might help dull the ache between her legs.

Sensing her desperation the Doctor pushed Rose onto her back and straddled her, pausing above her to remove his suit jacket. That done, she pulled him down roughly by the tie to take his mouth in hers again, fumbling at the buttons on his shirt while she was at it. Using one hand he skillfully started to help her, and she abandoned that job for pulling the shirt from his waistband and then going to work at his belt buckle. She needed him inside her now, before he could have third, fourth, and fifth thoughts. Before she died of unquenched arousal.

"Now you," he breathed, having wrestled the shirt from his shoulders. She unzipped his fly before lifting her arms above her head, allowing him to drag her t-shirt off. She left her arms above her against the pillow, while he expertly unhooked and discarded her bra, taking a second to marvel at her raw beauty before pinning her arms above her head. He leaned down to suck on the sensitive skin below her ear.

"You like me helpless, Doctor?" she asked, arching her breasts into his bare chest, knowing he could feel how hard her nipples were now.

"You could never be helpless, Rose," he said into her skin as he kissed down her neck, tasting her collar bone, her clavicle, the tiny freckle on her chest.

He used his hips to push her back flat against the mattress, moving his erection against her in the process and groaning as a result. He wished he'd at least taken his trousers off before securing her arms above her. In truth, holding her down was an act of self preservation; he was sure he wouldn't last long if she touched him in all the ways she desired. But a small part of him also relished in throwing her off her game, in forcing the ever-selfless Rose to receive his attentions without giving any back. Not that she wasn't trying, what with the way her hips were moving against his.

His mouth finally reached her right breast and he ran his tongue around the outskirts of her peaked nipple, making her moan in frustration. She was about to protest when he sunk his mouth around it and sucked hard, running his tongue across the bud. She moaned in earnest this time, a sweet sound emanating from the back of her throat, arching off the mattress once more. He moved her hands down so that they were on either side of her head to give him better leverage, turning his attention to her left breast.

"Let me go," she said, voice low, wrists straining against his hands. He gave her nipple a long suck in response and Rose spoke through her moan, "Let me go, now. I need you inside me."

The Doctor gaped at her and she felt his cock twitch against her stomach in response to her words. Seeing her way out of his hold, she ventured forward. "Doctor," she said, voice husky. "I need you to fuck me."

With that, he let her go and she sat up in an instant, pushing him into a kneeing position. Hooking her thumbs under the waist of his pants she pushed those and his trousers over his bum, lying back down, leaving him to kick them the rest of the way off. He hovered over her again and before he could even think of restraining her once more, she reached between them and took his cock in her hand, so hard and smooth and dewy at the tip.

"Fuck, Rose," he moaned, pushing into her grip, as she ran her free hand over his chest and shoulder before pulling him down into a messy kiss. She felt a singe of heat course through her at hearing him say her name like that, especially coupled with the word before it, which she'd previously only heard him mutter in frustration while tinkering with the TARDIS.

She dropped her hands from him to slide her knickers off - finally - and he shifted back between her parted legs. She brought her hands to his lower back, pulling him to her, feeling the head of his cock bobbing at the inside of her thigh.

He could so easily have slid into her right then, but he paused, trying to collect his wits about him. He had thought about this for so long, they both had, and he needed to be sure he got it right. He reached between them and ran a finger along her folds, sucking a breath in when he felt just how wet she was for him. Rose whimpered as he touched her there, so close to where she needed, and pulled on his lower back again, nails digging his flesh.

Not to be rushed, the Doctor plunged a finger inside her, then two, then three, Rose's back completely off the mattress now. His thumb traced her clit, barely touching it, and the tremble returned to her legs.

Almost subconsciously he brought his index finger to his mouth, sucking her juices from it, identifying all of the distinct flavors that were Rose. Time seemed to slow as he took in the sight of her, wanting and writhing below him, casting him a look of hunger that he'd never before seen grace her face.

"Doctor," she said, voice pleading. "Fuck me."

Supporting himself on his forearms on either side of her, the Doctor gave Rose a slow, gentle kiss as he positioned herself at her entrance. She arched against him, gasping as she encompassed his tip, but the Time Lord himself didn't move. He was staring down at her, face tender, lips struggling to form words.

"Rose, I..."

"I know," she said, trying to keep the impatience out of her voice.

"No, you don't." He ran a thumb along her jaw. _Oh, she knows._ "I promised myself I'd tell you. If I ever got out of there, I swore I'd tell you." He cursed himself for wasting time, for telling her about telling her, instead of actually just telling her. How did he get so emotionally stunted?

"Doctor," Rose said gently, sensing his inner struggle. "I do know. I've always known. You know too, right?" He nodded, feeling a stinging behind his eyes. "So you don't have to tell me," Rose continued. "Just show me."

And with that he pushed into her, slowly, eyes locked on his precious girl. Rose gasped when he was fully inside her, all the while keeping her eyes on him. As he began to pull out she closed them, though, the sensation so overwhelming she had to give up sight, hearing, and taste to fully experience this feeling. They fell into a slow rhythm, him pulling nearly all the way out before thrusting back inside her, burying his face in her neck as her tightness and slickness and warmth became his whole existence.

Rose wrapped her legs around his waist, locking her ankles, and he picked up the pace, lifting a hand to fondle her breast. It took them a few minutes to fall in sync, to match each others thrusts, but it didn't matter - to them, the off-beat rhythm was just as beautiful as the measured score.

Unable to hold back any longer he began to move even faster. Rose clung to his neck, abandoning all attempts at reciprocation, feeling that warmth begin to pool at the pit of her stomach.

The Doctor sensed her nearness and slowed slightly, wanting to stretch her pleasure out. He bit her neck, sucked on her earlobe, ran a tongue over her nipple, and finally, when he knew he couldn't last much longer, snaked a hand between them to rub circles on her clit. Rose's orgasm started slowly, breath caught in her throat as she bucked beneath him, mouth open but no sound coming out. He continued to pound into her until a whispered "fuck" escaped her lips before she moaned loudly, repeatedly, grasping at every inch of him she could find.

The Doctor watched in awe, saving the memory of Rose coming in a secure part of his brain, even as it was happening. Of all the times he thought her beautiful, nothing compared to this moment.

As he felt the last spasm of her walls against him the Doctor came then too, moaning softly into Rose's ear, strands of her hair stuck to his lips. She reveled in the sound he made, still not quite believing it was all for her. She smiled into his chest when he gently pulled out of her, leaving a wet trickle in his wake. He rolled onto his side next to her and pulled her to him, Rose slipping a leg between his before realizing they were still on top of the duvet.

She nuzzled into him, uncaring, until the sweat began to dry on her skin and she shivered against him. "Let's get under the covers," he said in her ear, voice still low and sending different shivers down her spine. They untangled themselves long enough to get under the sheets, Rose making a mental note to wash the duvet cover tomorrow, before resuming the same position they were in before.

"You really know?" he whispered, rubbing circular patterns on her back.

"I know," she murmured against his neck just before drifting off to sleep.


	5. Chapter 5

***Author's Note: Couldn't resist a little smutty epilogue, complete with DTens giggle reference. Thanks for all the lovely reviews, I really appreciate them!***

_A horned beast stood in front of Rose, towering above her and straining against its shackles. It growled, empty eyes burning straight through her, and then it spoke the Doctor's words with the Doctor's voice._

"I can see all the ways this might end for us. Tens of possibilities flashing in my mind and all leading to the same point. There's only pain."

Rose cowered before the demon as its face morphed into the Doctor's. But the voice changed too, and she recognized it from a few days earlier, when it spoke in her head on Krop Tor.

"The lost girl. So far away from home. The valiant child, who will die in battle, so very soon."

Rose knew she was dreaming but she was unable to pull her consciousness to the surface. She thrashed in her sleep, trying to break free, and finally did when she felt cool lips on her shoulder and a low voice in her ear.

"Wake up, Rose," he murmured, voice thick with sleep. "I've got you. I've got you, wake up."

Finally drifting back to reality Rose stilled, slowly opening her eyes to take stock of where she was and why the Doctor's voice was coming from behind her.

Right, she was in bed in her room on the TARDIS. It was early still, seeing as how the ship hadn't started to bring up the lights yet. And she was clutching something to her sternum, holding it so tight her fingers ached. Looking down to investigate she found it was the Doctor's arm, flesh gone white around her clasped fingers, that she was holding against her chest. Her very _naked_ chest. Memories from last night flooded her mind, temporarily pushing thoughts of her nightmare aside, and her stomach fluttered.

The Doctor was behind her - spooning her - because they had really fucking amazing sex last night. It was more than that, much more, but to her sleep-clouded mind that bit was the easiest to process.

"You with me?" he asked, voice tickling her ear.

"Yeah," she breathed, sounding shakier than she would have liked. Rose relaxed her grip on his arm and mindlessly rubbed his finger-dented skin while she became hyper-aware of how much of his body was touching hers; his chin nuzzled into her neck, his chest flush against her back, his bent knees fit into the crooks of hers. She flushed thinking of other parts of them that were touching.

"What were you dreaming about? Do you remember?"

"It was the beast in the pit, I think," she said, furrowing her brow against the pillow. "But it was you, too."

"Hate to think you had a nightmare about me." He planted a kiss on the freckle on her shoulder.

"No, it wasn't that. It was what you said, about us not being happy..." she paused, closing her eyes, the visions of her nightmare coming back. "And what it said about me dying. Everything else the beast said was true, wasn't it?"

"Welllll, more or less," he said and she could feel his lips moving at the nape of her neck. "But you're not going to die, Rose. I won't let you."

"But you said, for us it ends in pain."

"Not like that." He held her tighter against him and kissed a pattern across her shoulder, creating constellations. "Not like that, I promise."

"Okay," she said, fears alleviated in three short words. Sure, there was still the threat of pain, but as long as she was alive nothing would be insurmountable. Not when it came to her Doctor.

They laid in silence for a few moments and Rose was beginning to wonder if he had drifted back to sleep when his arm in her clutches began drawing circles on the inside of her wrist. His touch warmed the vein beneath it, as it always did, and it began to travel through her - though this time it moved faster, spurred at the memories from last night. Real memories, not just fantasies, of the Doctor pinning her wrists above her head, lips trailing down her throat.

She felt the flush growing on her chest again and hoped it would stop before it reached her shoulder, where his chin was nestled. Hoped he couldn't see it in the dark.

"Rose," he said suddenly, bringing her back to the present. "I've been thinking about something you said yesterday, too."

"Hmm?" was all she could muster in response as he gently pulled his arm from her grip and brought it lower, tracing ovals across her stomach.

"In the abandoned space station, you said something I've been wondering about."

He propped himself up on his other elbow, giving himself better leverage to plant a slow, lapping kiss to her neck. Rose sighed, leaning her head back against his shoulder. She inhaled him, that sharp scent of autumn now mixed with a hint of something musky, something she suspected she may have contributed to creating. His hand was brushing a vertical line now, from her belly button to the top of her ribcage.

"You said you thought about me..." His fingers grazed her breast. "When you were alone..." His fingers slowly traced her nipple. "Here in your room." His fingers dragged over her peak, softly then harder, circling then pinching. A breathy moan grew in Rose's throat and she arched into the touch, feeling him hard at the small of her back as she did so.

Rose didn't know what she expected the next morning to be like when she fell asleep in his arms, but she was fairly certain simply waking up with him still _there_ would have been thrilling enough. Now, as The Doctor's hand moved to taunt her other breast, her mind could barely process that they were doing this again, that it was okay for them to be doing this at _all_.

It terrified her and it thrilled her, creating an exhilarating rush that prompted her to push her bum against his cock. The Doctor's hand froze for a second as he moaned above her ear, and Rose shifted her head on the pillow until his eyes came into view; they were hungry, his pupils large and dark. She worried about what she looked like, probably all bedhead and blushing, but was soon distracted by his tongue wetting his lips. By his lips meeting hers.

His hand abandoned her breasts to encircle her waist, pulling her closer to him, as if that were possible; their legs tangled, his hips pressing into her back, her shoulder pushing against his chest. It was an awkward angle, with Rose half twisted, but they didn't mind, lost in each others mouths as they were. He pulled her bottom lip between his teeth and let it go, giving them both a moment to take a few deep ragged breaths.

"Show me," he said after a moment, fingers dancing along her navel.

"Wha-?" She was confused, as to what he was talking about, as to why his lips weren't on hers anymore.

"Show me what you did when you thought about me, alone in your bed," he grinned wickedly at her, dropping his mouth to her neck and latching on. He drummed his fingers against the skin below her belly button, waiting for her to catch up.

Not needing to be told twice, er, thrice, Rose covered his fidgeting hand with hers, guiding it downward until both of their fingers dipped into her wetness. The Doctor groaned at the sensation and released her neck. Rose had a feeling he was watching her face then, but she'd never know for sure as her eyes were squeezed shut, lost in the feel of the two of them touching her there, together.

She slid his fingers over her clit, back and forth, circling, setting him up in a slow rhythm before letting go to clutch at the duvet. He kept at the pace she set, then began to increase speed in steady increments, until she bucked against his hand, welcoming yet warding off the urge to come. As much as she craved the release, she needed more, she needed longer.

As Rose fought to hold on she thought of earth's neighboring planets trying to outrun the dying sun, but inevitably it would overtake them all, one by one by... _fuck_. Was that? Yes, it was. The Doctor's cock was slowly slipping inside her before she'd even known it was there. As he inched deeper, Rose reveled in the soreness from last night - he was bigger than most, and it _had_ been a while - but the slight pain only pushed her closer, edging her toward the ledge.

She let her head fall back against the pillow, one hand grasping at the sheets, the other reaching behind her to grab his bum, nails burying in his skin, pushing him on. His breath came in quick pants, tickling the hair that was starting to stick to her neck. With her last coherent thoughts she remembered the times he held her down, when he tried to call it off, when the _blasted_ asteroids crashed into the space station. He thrust into her particularly deep and she clenched her muscles tightly around him.

They were both falling now, over the precipice and into the abyss, but there was no beast to be found at the bottom. Quite the opposite. The Doctor groaned against her shoulder, finishing with three quick pumps. Rose gasped into her pillow, a failed attempt at being quiet out of habit, forgetting there likely wasn't another living soul for millions of miles.

When she had caught her breath Rose rotated to her other side and leaned her head against his chest. The Doctor rested his chin atop her head.

"I'm still upset we missed it," he whined, after a while.

"I don't know about you but I didn't miss anything," she said, feeling sleepy again.

"No, the end of the world, Rose. I wanted you to see it."

"Mmm, but I found something better to do." She closed her eyes.

"I've got it! There's a storage station just on the other side of the earth, still in orbit when the sun dies, and the captain's quarters has a viewing window. I'll land the TARDIS there and-"

"Don't you _dare_!" she shouted, suddenly awake. She ran a finger along his ribs, eliciting the most adorable giggle, and he wrapped his arms tightly around her so she couldn't do it again. Rose smiled against him, content in her Time Lord cocoon.

"Besides, I like that we were doing... what we were doing when the earth died," she said. "We got our start at the end."

"That we did," he chuckled, kissing the crown of her head. "Rose?"

"I know."

_Oh, she knows._


End file.
